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CHU KONG PETROLEUM AND NATURAL GAS STEEL PIPE HOLDINGS LIMITED

珠江石油天然氣鋼管控股有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 1938)

RESIGNATION AND APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR AND CHAIRMAN OF REMUNERATION COMMITTEE, MEMBER OF AUDIT COMMITTEE AND MEMBER OF NOMINATION COMMITTEE Resignation of independent non-executive Director and chairman of the Remuneration Committee, member of the Audit Committee and member of the Nomination Committee

The board (the "Board") of directors (the "Directors") of Chu Kong Petroleum and Natural Gas Steel Pipe Holdings Limited (the "Company") announces that Mr. Liang Guo Yao ("Mr. Liang") has resigned from his position as an independent non-executive Director with effect from 1 August 2014, due to current policies in China that impose limitations on retired China government officials in acting as independent non-executive directors of listed companies. Upon Mr. Liang's resignation, Mr. Liang ceased to be the chairman of the remuneration committee (the "Remuneration Committee"), a member of the audit committee (the "Audit Committee") and a member of the nomination committee (the "Nomination Committee") of the Company on the same date.
Mr. Liang has confirmed that he has no disagreement with the Board in any respect and there are no matters relating to his resignation that need to be brought to the attention of the shareholders of the Company.
The Board would like to take this opportunity to express its sincere gratitude to Mr. Liang for his valuable contribution to the Company during his tenure.

Appointment of independent non-executive Director and chairman of the Remuneration Committee, member of the Audit Committee and member of the Nomination Committee

The Board is pleased to announce that following the resignation of Mr. Liang, Mr. Tian Xiao
Ren (田曉韌) ("Mr. Tian") has been appointed as an independent non-executive Director, the
chairman of the Remuneration Committee, a member of the Audit Committee and a member of the Nomination Committee, with effect from 1 August 2014.

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Mr. Tian, aged 61, graduated from Zhejiang Radio and Television University of in China in
1985 and studied the Master of Business Administration Degree at Hangzhou University in China from 1995 to 1998. He was appointed as Vice Chairman of Bank of China Group Investment Company Limited from 2006 to 2013. Prior to 2006, Mr. Tian was the President of Bank of China of Guangzhou Province and Jiangxi Province, China and the Vice-President of Bank of China of Zhejiang Province, China for 26 years. He has over 30 years of experience in the banking and financial field. Mr. Tian is now a Senior Economist in China and is entitled to the special subsidy awarded by State Council of the People's Republic of China in recognition of his contribution to economy of China.
Mr. Tian has been appointed as an independent non-executive Director by a letter of appointment for a term of two years from 1 August 2014 to 31 July 2016, subject to retirement by rotation and re-election at the annual general meetings of the Company in accordance with the articles of association (the "Articles") of the Company and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). Mr. Tian is entitled to an annual remuneration of RMB198,000, which is determined by the Remuneration Committee and the Board with reference to his duties and responsibilities in the Company, the prevailing market rate for candidates with comparable qualifications and the current remuneration package for other independent non-executive Directors, and shall be reviewed by the Remuneration Committee from time to time. Pursuant to the Articles, Mr. Tian will hold office until the forthcoming annual general meeting of the Company and shall then be eligible for re-election.
To the best knowledge of the directors of the Company and save as disclosed above, Mr. Tian did not hold any other directorship in the last three years in any other public companies, the securities of which are listed on any security market in Hong Kong or overseas. Mr. Tian does not have any relationship with any of the directors, senior management, substantial shareholders or controlling shareholders of the Company. Mr. Tian does not hold any other positions in the Company or any member of the group to which the Company belongs. As at the date of this announcement, Mr. Tian does not have any interests in shares of the Company or any of its associated corporations (within the meaning under Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)). Mr. Tian has confirmed he meets the independence criteria as set out under Rule 3.13 of the Listing Rules.
Save as disclosed above, there is no information required to be disclosed pursuant to paragraphs (h) to (v) of Rule 13.51(2) of the Listing Rules or any other matters in relation to the appointment of Mr. Tian that need to be brought to the attention of the shareholders of the Company.
The Board would like to take this opportunity to welcome Mr. Tian to join the Company.

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By order of the Board

Chu Kong Petroleum and Natural Gas Steel Pipe Holdings Limited Chen Chang Chairman

Guangdong Province, the PRC, 31 July 2014

As at the date of this announcement, the Board comprises three executive directors, namely Mr Chen Chang, Ms Chen Zhao Nian and Ms Chen Zhao Hua; and three independent non-executive directors, namely Mr Chen Ping, Mr Liang Guo Yao and Mr See Tak Wah.

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